EXHIBIT 5.1 HALE AND DORR 60 STATE STREET BOSTON, MA 02109 April 12, 1996 Eastern Bancorp, Inc. 537 Central Avenue Dover, MA 03820 Re: 1987 STOCK OPTION PLAN Ladies and Gentlemen: We have assisted in the preparation of a Registration Statement on Form S-8 (the "Registration Statement") to be filed with the Securities and Exchange Commission relating to 80,000 shares of Common Stock, $.01 par value per share (the "Shares"), of Eastern Bancorp, Inc., a Delaware corporation (the "Company"), issuable under the Company's 1987 Stock Option Plan (the "Plan"). We have examined the Restated Certificate of Incorporation of the Company and the By-Laws of the Company, each as amended to date, and originals, or copies certified to our satisfaction, of all pertinent records of the meetings of the directors and stockholders of the Company, the Registration Statement and such other documents relating to the Company as we have deemed material for the purposes of this opinion. In examination of the foregoing documents, we have assumed the genuineness of all signatures and the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies, and the authenticity of the originals of such latter documents. Based on the foregoing, we are of the opinion that the Company has duly authorized for issuance the shares of its Common Stock covered by the Registration Statement to be issued under the Plan, as described in the Registration Statement, and such shares, when issued in accordance with the terms of the Plan, will be legally issued, fully paid and nonassessable. We hereby consent to the filing of this opinion with the Securities and Exchange Commission in connection with the Registration Statement. Very truly yours, /s/ Hale and Dorr HALE AND DORR